annual report 2009 - bei der Hamborner REIT AG

to our sHareHolders management report Financial statements supplementary inFormation
58 Hamborner reit ag | annual report 2009
Fundamental arrangements of the company which are conditional on a change of control
as a result of a takeover offer, and consequences following from this
The company has not concluded such arrangements.
The company's agreements for compensation which are reached with the members of
the Managing Board or employees in the event of a takeover offer
There are no agreements for compensation of this kind.
Declaration on the company management (Art. 289a [HGB])
The declaration on the company management in accordance with Art. 289a of the German
Commercial Code [HGB] is publicly accessible on the Internet at www.hamborner.de in the
area "Investor Relations/Corporate Governance/ Unternehmensführung.
Remuneration of the Managing Board and Supervisory Board
Corporate Governance and transparent company management also means for us, as a stock
exchange-listed company , reporting comprehensively on the emoluments of the Managing
Board and Supervisory Board. The remuneration report summarises the principles that apply
when determining the remuneration of the Managing Board of the company and explains
the extent and structure of the Managing Board's emoluments. The principles and extent
of the remuneration of the Supervisory Board are also described.
The remuneration report conforms to the recommendations of the German Corporate
Governance Code and includes details that are in accordance with the requirements of
German commercial law, as extended by the German Disclosure of Managing Board
Remuneration Act (VorstOG), a component part of the notes to the financial statements
in accordance with Art. 285 of the German Commercial Code or of the management report
in accordance with Art. 289 of the German Commercial Code.
Remuneration of the Managing Board
Stipulation of the Managing Board remuneration is carried out by the entire Supervisory
Board on the suggestion of the Executive Committee.
The extent of the Managing Board remuneration is geared to the size of the company, its
economic and financial situation and to the long-term success of the company. The remuneration
of the Managing Board is performance-related and takes into account the functions
and the contribution of the respective member of the Managing Board. The remuneration
for members of the Managing Board consists of fixed and results-related components. The
non-profit-related parts consist of a fixed allowance and additional benefits (e.g. company
car). The fixed allowance is paid monthly as a salary as a basic remuneration.